北京科锐集团股份有限公司关于第二期员工持股计划完成非交易过户暨回购股份处理完成的公告

Core Viewpoint - Beijing Keri Group Co., Ltd. has completed the non-trading transfer of shares related to its second employee stock ownership plan, which was approved by the board and shareholders, aiming to enhance employee engagement and align interests with shareholders [1][6]. Group 1: Employee Stock Ownership Plan Details - The second employee stock ownership plan involves the purchase of shares from the company's repurchased stock, with a total of 30,593,992 shares available in the repurchase account as of the board meeting date [4][10]. - The plan allows for the purchase of up to 27 million shares at a price of 4.18 yuan per share, totaling a maximum fundraising amount of 112.86 million yuan [6]. - The actual subscription amount reached the maximum limit of 11,286 million shares, with all funds fully paid by the employees [6]. Group 2: Share Repurchase Information - The company has previously repurchased shares in two phases, with a total of 13,186,100 shares repurchased in the first phase and 17,407,892 shares in the second phase, amounting to a total repurchase of 30,593,992 shares [2][3][10]. - The highest and lowest prices for the repurchased shares were 8.46 yuan and 5.12 yuan per share in the first phase, and 6.14 yuan and 5.16 yuan per share in the second phase [2][3]. Group 3: Transfer and Management of Shares - The non-trading transfer of 27 million shares to the employee stock ownership plan was completed on November 18, 2025, with the remaining balance in the repurchase account being 3,593,992 shares [6][10]. - The plan stipulates that the total shares held by all employee stock ownership plans will not exceed 10% of the company's total share capital, and individual employee holdings will not exceed 1% [7]. Group 4: Governance and Compliance - The employee stock ownership plan does not have any agreements or arrangements for concerted action with the company's major shareholders or management, ensuring independence [8]. - The plan's management structure includes a committee elected by the holders' meeting, which oversees daily operations and ensures compliance with relevant regulations [8]. Group 5: Accounting Treatment - The company will follow the relevant accounting standards for the employee stock ownership plan, with impacts on financial results to be confirmed by annual audit reports [9]. Group 6: Future Developments - The company will continue to monitor the implementation of the employee stock ownership plan and fulfill its information disclosure obligations as required [10].